As the Law Society's consultation on constitutional change comes to a close, Council members offer their opinions on the need for such reform.

Stewart Hamilton, lay observer on the Council, a chartered accountant and Emeritus Professor of Accounting and Finance at the International Institute for Management Development (IMD) in Lausanne.
“Much has changed since the formation of the Society, not least the composition of the profession itself, as illustrated by the apparent tension between large and small firms during the recent debate on alternative business structures. The Society has already taken welcome steps to meet the needs of an increasingly diverse membership. But the process of unifying a changing profession will require constitutional arrangements and standing orders which ensure the business of the Society is conducted in a way that properly satisfies the requirements of today’s solicitors.

“There are certainly lessons to be learned from elsewhere. As a member of the Institute of Chartered Accountants of Scotland and the equivalent bodies in both Ontario and Alberta, I have witnessed governance reform in other professional bodies. The Ontario institute, in particularly, offers some interesting thinking about possible ways forward. It has redefined its rules to ensure they work better and also clarified the distinct roles of the chief executive and the president, both changes that would benefit the Society.

“Other weaknesses in the current arrangements include representation on the Council. In many debates during my four years as an observer, it seems that some Council members speak more for a particular interest group than their geographical constituency. Although the proposals contained in the Society’s ongoing constitution consultation retain considerable representation by sheriffdom, they would also introduce an enhanced element of representation by interest group, which is an improvement.

“However, I would argue that the size of the Council remains unwieldy, more so if the number of lay members increases, and may have to be revisited at some point in the future. Likewise, the proportion of lay membership may require further consideration. The outside world does not necessarily perceive solicitors as they perceive themselves. Like other professionals, it helps if a mirror is held up to them from time to time.

“Certain features of the current system work well – for example, the committee structure with its many committed and knowledgeable volunteer members – but the failure to build on the existing process of reform would benefit neither the solicitors’ profession nor the clients they serve.”

Dr Bronwen Cohen, lay observer on the Council of the Law Society of Scotland and Chief Executive of Children in Scotland
“The Society plays a vital role in shaping policy and representing the public and solicitors’ profession in Scotland. Four years as a lay observer on the Council leaves me in no doubt about the valuable work carried out. But more could certainly be done to modernise its structures and processes, particularly for a body that promotes high standards and values. Many organisations of a similar nature have already been through the process of reforming their governance arrangements. If the Society does not do likewise, it risks finding itself increasingly irrelevant in a changing world.

“Progress has already been made improving the governance of the Society, including a number of welcome changes to the committee structure and the introduction of a management Board. Council meetings are now more focused and offer more opportunity for discussing the real issues. But the ongoing consultation on a revised constitution and standing orders is essential for the Society to operate efficiently and effectively, and I would urge anyone with an interest to respond with their views.

“One of the issues at the heart of the process of change is the level of involvement of lay members in the work of the Society. Lay members are, in my view, a valuable means of enabling a profession to see themselves through the eyes of others and to remain in touch with the public. And to learn from other organisations dealing, in some cases, with similar issues. My own experience – within Children in Scotland and other organisations – suggests that this can be particularly important for organisations seeking to manage, rather than to just respond to, changes in the world around them.

“A figure of 20% lay membership of the Council has already been put forward, which would build on the contribution already made. This is relatively modest compared with some other professional bodies but offers a good basis for moving forward. Like many other organisations, the Law Society is on a journey. Some important steps have been taken but there is still a distance to travel.”

Sir William McKay, lay observer on the Council and a former Clerk of the House of Commons
“In my view, the constitution and standing orders of the Society are in serious need of the overhaul they are now getting. Put simply, they are more suited to the foundation of the Society more than 60 years ago than the 21st century.

“As a lay observer on the Council and someone with experience in the rules that regulate meetings, I believe that the standing orders in particular are simply unable to deliver the kind of clear results required of an organisation such as the Society. That much was apparent at May’s annual general meeting, which could have resulted in three conflicting motions on alternative business structures all being passed by members. Perhaps the ABS debate put the standing orders to the test more than at any time in the past. Equally, it was a useful reminder that action needed to be taken.

“On the one hand, any elected body needs to get down to substantive business rather than spend its time reinventing the procedural wheel. On the other, no such body can operate efficiently without rules that clearly and simply hold the ring between varying opinions and deliver clear outcomes. The alternative is increasing awkwardness in policy making.

“Reform of the Society’s constitution is tied up with changes that are taking place within the organisation, the legal profession and wider society. The revised rulebook will have to be flexible enough to cope with increasing demands and expectations. However, like the revision of the standing orders, I am convinced it will prove its worth in the years to come by resulting in more effective and efficient ways of working.

“A further change due to take place is the increase in lay involvement in the work of the Society. Since first joining the Council four years ago, lay observers have already helped to bring greater rigour to (among other things) financial planning and review. I believe that the suggested introduction of 20% lay membership of the Council would provide the appropriate level of external experience and expertise. But however many observers there are, their role is to advise and warn; it is for solicitors themselves to get into the engine room of the change process, not least by responding to the ongoing consultation exercise. After all, these issues concern their livelihoods rather than ours.”